New Directors with Deep Retail Experience Added to ALCO's Board
"Our two new directors,
Rights Plan Amended: Threshold Moves from 15% to 20%; Qualified Offer Added
In addition, the ALCO Board has announced that the Company will amend its existing stockholder rights agreement (the "Rights Agreement"). The amendment will increase the beneficial ownership threshold at which a person becomes an "Acquiring Person" from 15% to 20% of the Company's common stock.
The amendment will also increase stockholders' power to respond to a potential third-party offer to acquire the Company. Specifically, if the Company receives a "qualified" third-party offer to acquire the Company that meets certain objective criteria, the record holders of 10% or more of the outstanding common stock will be able to require that a special meeting of stockholders be called to consider redeeming all Rights issued under the Rights Agreement.
The Board believes these actions are in the best interests of the Company's stockholders and will enhance shareholder value and influence while retaining the Rights Agreement's protections that require any potential acquirer treat all stockholders fairly and equally. The Company will mail a letter to each stockholder summarizing the changes to the Rights Agreement in detail. Interested parties should refer to that document for a full description of the terms of the amendments to our Rights Agreement.
Founded in 1901, ALCO is a broad-line retailer, primarily serving small underserved communities across 23 states, which specializes in providing a superior selection of essential products for everyday life in small-town America. The Company has 198 ALCO stores that offer both name brand and private label products of exceptional quality at reasonable prices. ALCO is proud to have continually provided friendly, personal service to its customers for the past 113 years. ALCO has its corporate headquarters in suburban
Additional Information and Where to Find It
This press release may be deemed to be solicitation material with respect to the matters to be considered at the Company's 2014 annual meeting of stockholders. The Company will be filing a proxy statement with the
Participants in Solicitation
The Company and its directors, executive officers, other members of management and employees may be deemed to be participants in the solicitation of proxies with respect to the matters to be considered at the Company's 2014 annual meeting of stockholders. Information regarding the interests of the Company's directors and executive officers in the solicitation of proxies will be included in the Company's proxy statement and annual report on Form 10-K for the fiscal year ended
All of the statements in this release, other than historical facts, are forward-looking statements made in reliance upon the safe harbor of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the inclusion of "will," "believe," "intend," "expect," "plan," "project" and similar future-looking terms. You should not rely unduly on these forward-looking statements. These forward-looking statements reflect management's current views and projections regarding economic conditions, retail industry environments, and Company performance. Forward-looking statements inherently involve risks and uncertainties, and, accordingly, actual results may vary materially. Factors which could significantly change results include but are not limited to: sales performance, expense levels, competitive activity, interest rates, changes in the Company's financial condition, and factors affecting the retail category in general. Further risks that could cause actual results to differ materially from those matters expressed in or implied by such forward-looking statements are set forth under "Risk Factors" in the Company's Form 10-K for the fiscal year ended
CONTACT: For more information, contact:
Wayne S. PetersonSenior Vice President - Chief Financial Officer 469-322-2900 ext. 1071 email: firstname.lastname@example.org or Debbie Hagen Hagen and Partners913-642-6363 email: email@example.com